UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
FORM 10-Q

 [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: June 30, 2015
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the transition period from ____________ to _____________
Commission File No. 000-54820


SICHUAN LEADERS PETROCHEMICAL COMPANY
 (Exact name of  registrant as specified in its charter)

 
FLORIDA
  
20-4138848
  
 
(State or other jurisdiction of incorporation or organization)
 
(I.R.S. Employer Identification No.)
 
 
11015 Gatewood Drive Unit 103 Lakewood Ranch, FL  34211
(Address of principal executive offices, including zip code)
 
(941) 907-6889
(Registrant's telephone number, including area code)
 
15500 Roosevelt Boulevard Suite 305 Clearwater, FL  33760
(Former name, former address and former fiscal year, if changed since last report) 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes  ☑  No  ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☑ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer.☐
Accelerated filer.   ☐
Non-accelerated filer.  ☐
(Do not check if a smaller reporting company)
Smaller reporting company.  ☑

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes þ No ☐

As of July 24, 2015, there were 30,755,000 shares of common stock outstanding.

TABLE OF CONTENTS
 
 



CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
 
This report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, (the "Securities Act") and Section 21E of the Securities Exchange Act of 1934, as amended, (the "Exchange Act"). These forward-looking statements are generally located in the material set forth under the heading "Management's Discussion and Analysis of Financial Condition and Results of Operations" but may be found in other locations as well. These forward-looking statements are subject to risks and uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from the results, performance or achievements expressed or implied by the forward-looking statements. You should not unduly rely on these statements.
We identify forward-looking statements by use of terms such as "may," "will," "expect," "anticipate," "estimate," "hope," "plan," "believe," "predict," "envision," "intend," "will," "continue," "potential," "should," "confident," "could" and similar words and expressions, although some forward-looking statements may be expressed differently. You should be aware that our actual results could differ materially from those contained in the forward-looking statements.
Forward-looking statements are based on information available at the time the statements are made and involve known and unknown risks, uncertainties and other factors that may cause our results, levels of activity, performance or achievements to be materially different from the information expressed or implied by the forward-looking statements in this report. These factors include, among others:
·
our ability to raise capital;
·
our ability to identify suitable acquisition targets;
·
our ability to successfully execute acquisitions on favorable terms; and
·
declines in general economic conditions in the markets where we may compete
Where we express an expectation or belief as to future events or results, such expectation or belief is expressed in good faith and believed to have a reasonable basis.
Forward-looking statements speak only as of the date of this report or the date of any document incorporated by reference in this report. Except to the extent required by applicable law or regulation, we do not undertake any obligation to update forward-looking statements to reflect events or circumstances after the date of this report or to reflect the occurrence of unanticipated events.

PART I – FINANCIAL INFORMATION

Item 1.                           Financial Statements

SICHUAN LEADERS PETROCHEMICAL COMPANY
BALANCE SHEETS
As of June 30,
2015 (unaudited) and December 31, 2014 (audited)

 
  
June 30, 2015
(unaudited)
    
December 31, 2014
(audited)
  
ASSETS
        
Current Assets:
        
        Cash and Cash Equivalents
  
$
83,940
    
$
23,092
  
Prepaid Expenses
    
7,860
      
3,832
  
Total Current Assets
    
91,800
      
26,924
  
Total Assets:
    
91,800
      
26,924
  
                 
LIABILITIES AND STOCKHOLDERS' EQUITY
                
Current Liabilities:
                
        Accounts Payable
    
-
      
3,795
  
Interest Payable
    
3,326
      
-
  
Loans from Shareholder
    
110,000
      
-
  
        Total Current Liabilities
    
113,326
      
3,795
  
Total Current Liabilities
    
113,326
      
3,795
  
                 
Stockholders' Equity:
                
Common Stock; $0.01 per share par value; 5,000,000,000 shares authorized; and 30,755,000 and 30,755,000 issued and outstanding at June 30, 2015 and December 31, 2014, respectively.
    
307,550
      
307,550
  
Additional Paid in Capital
    
(68,566
)
    
(68,566
)
Accumulated Deficit
    
(260,510
)
    
(215,855
)
Total Stockholders' Equity (Deficit)
    
(21,526
)
    
23,129
  
                 
Total Liabilities and Stockholders' Equity
  
$
91,800
    
$
26,924
  



The accompanying notes are an integral part of these financial statements.
SICHUAN LEADERS PETROCHEMICAL COMPANY
STATEMENTS OF OPERATIONS
 
   
Six Months Ended June 30,
    
Three Months Ended June 30,
  
   
2015
(unaudited)
    
2014
(unaudited)
    
2015
(unaudited)
    
2014
(unaudited)
  
                 
Revenue:
  
$
-
    
$
-
    
$
-
    
$
-
  
                                 
Operating Expenses:
                                
     General and Administrative Expense - Related Party
    
28,014
      
-
      
8,964
      
-
  
     General and Administrative
    
16,641
      
15,008
      
8,070
      
7,728
  
Operations Loss, Pre Tax
    
(44,655
)
    
(15,008
)
    
(17,034
)
    
(7,728
)
                                 
Net Loss Continued Operations
    
(44,655
)
    
(15,008
)
    
(17,034
)
    
(7,728
)
                                 
Net Loss
  
$
(44,655
)
  
$
(15,008
)
  
$
(17,034
)
  
$
(7,728
)
                                 
Basic and Diluted Net (Loss) per share:
                                
   Continuing Operations
    
(0.00
)
    
(0.00
)
    
(0.00
)
    
(0.00
)
Weighted average number of shares outstanding; Basic and Diluted
    
30,755,000
      
30,755,000
      
30,755,000
      
30,755,000
  


The accompanying notes are an integral part of these financial statements.
SICHUAN LEADERS PETROCHEMICAL COMPANY
STATEMENTS OF CASH FLOWS

   
Six Months Ended June 30,
  
   
2015
(unaudited)
    
2014
(unaudited)
  
Cash Flows from Operating Activities:
        
    Net Loss
  
$
(44,655
)
  
$
(15,008
)
Adjustments to reconcile net loss to net cash (used in) provided by operations:
                
Changes in Operating Assets and Liabilities:
                
      Accounts Payable
    
(469
)
    
(848
)
      Prepaid Expenses
    
(4,028
)
    
1,963
  
Net Cash Flows Used in Operating Activities:
    
(49,152
)
    
(13,893
)
                 
                 
Cash Flows from Financing Activities:
                
    Loans from (to) Related Party
    
110,000
      
-
  
    Loans from (to) Related Party
            
(2,000
)
    Repayment of loan from shareholder
            
(44,122
)
Net Cash Provided by Financing Activities
    
110,000
      
(46,122
)
                 
Change in Cash and Cash Equivalents:
    
60,848
      
(60,015
)
                 
    Cash and Cash Equivalents, Beginning of Period
    
23,092
      
134,762
  
                 
    Cash and Cash Equivalents, End of Period
  
$
83,940
    
$
74,747
  
                 
Supplemental Cash Flow Information:
                
     Cash paid for interest
    
-
      
-
  
     Cash paid for taxes
    
-
      
-
  

The accompanying notes are an integral part of these financial statements.
Sichuan Leaders Petrochemical Company
Notes to Financial Statements
For the Three and Six Month Period Ended June 30, 2015 and June 30, 2014
(Unaudited)

NOTE 1.                           NATURE OF BUSINESS

Organization
Sichuan Leaders Petrochemical Company ("we," "us," "our" or the "Company"), formally known as Quality Wallbeds, Inc., was incorporated under the laws of the State of Florida on June 29, 2000. From our inception through May 2013, we provided quality space saving custom home furniture and closet organizing systems to the general public. We offered our services to people and companies needing assistance in the organization of their living/work space. In May 2013, our Board of Directors (the "Board") determined that to continue to protect and increase shareholder value, it would be to the advantage, welfare and best interests of our shareholders to consider alternative corporate strategies to generate new business revenue for the Company. The Board proposed that we pursue opportunities in Asia to acquire companies in the wholesale and resale of products in the automotive oil industry. To facilitate this action, the Board voted to dispose of all of our assets related to the retail operation of the wall bed products. This action was approved on May 21, 2013 by shareholders representing 87% of our issued and outstanding shares of common stock.
 
NOTE 2.                          GOING CONCERN
 
The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business.  The Company had no ongoing business or other source of income and incurred a net loss of ($17,034) for the three month and ($44,655) for the six month period ended June 30, 2015. These factors raise substantial doubt about the ability of the Company to continue as a going concern for a reasonable period of time.

The Company is currently evaluating acquisitions and other business opportunities. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and, or, obtaining the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due.  No assurance can be given that the Company will be successful in these efforts.

NOTE 3.                          SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
Basis of Presentation
The accompanying unaudited financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP") for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments, consisting of normal recurring accruals, considered necessary for a fair presentation have been included. In the opinion of management there have been no changes to the Company's significant accounting policies, referred to in the audited financial statements and footnotes thereto, included in the Company's Annual Report on Form 10-K for the year ended December 31, 2014, filed March 20, 2015. All amounts referenced in these financial statements and this report are in U.S. Dollars unless otherwise stated.

In the opinion of management, all adjustments consisting of normal recurring adjustments necessary for a fair statement of (a) the result of operations for the three and six month period ended June 30, 2015 and 2014; (b) the financial position at June 30, 2015; and (c) cash flows for the six month period ended June 30, 2015 and 2014, have been made. Management believes that these estimates are reasonable and have been discussed with the Board; however, actual results could differ from those estimates.  Certain account balances have been reclassified to match the 2015 presentation. Operating results for the three and six month period ended June 30, 2015 are not necessarily indicative of the results that may be expected for the year ended December 31, 2015.
 
Use of Estimates
The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions related to the recoverability of deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company's estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.
 
Cash and Cash Equivalents
The majority of cash is maintained with a major financial institution in the United States. Generally, these deposits may be redeemed on demand and, therefore, bear minimal risk. The Company considers all highly liquid investments purchased with an original maturity of six months or less to be cash equivalents. As of June 30, 2015 and December 31, 2014 the Company's deposits with this bank did not exceed the amount of insurance provided on such deposits. All cash in USD unless otherwise stated. 

Fair Value of Financial Instruments
FASB ASC 820-10 "Fair Value Measurements and Disclosures" defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. This ASC also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity's own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3).

The three levels of the fair value hierarchy are described below:

Level 1 Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.
Level 2 Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable data by correlation or other means.
Level 3 Inputs that are both significant to the fair value measurement and unobservable.

Currently there are no assets that are required to be fair valued.
The Company's financial instruments consist principally of cash, prepaid expenses and accounts payable. The recorded values of all these financial instruments approximate their current fair values because of the short term nature of these financial instruments.

 
Impairment of Long-Lived Assets
FASB ASC 360 requires that long-lived assets and certain identifiable intangibles held and used by an entity be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable.  We assess the potential impairment of long-lived assets, principally property and equipment, whenever events or changes in circumstances indicate that the carrying value may not be recoverable. We determine if there is impairment by comparing undiscounted future cash flows from the related long-lived assets with their respective carrying values. In determining future cash flows, significant estimates are made by us with respect to future operating results of the restaurant over its remaining lease term. If assets are determined to be impaired, the impairment charge is measured by calculating the amount by which the asset carrying amount exceeds its fair value. This process of assessing fair values requires the use of estimates and assumptions, which are subject to a high degree of judgment. If these assumptions change in the future, we may be required to record impairment charges for these assets. The Company owned no long-lived assets as of June 30, 2015 or December 31, 2014.

Income Taxes
We account for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on temporary differences between the financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date.
We record net deferred tax assets to the extent we believe these assets will more likely than not be realized. In making such determination, we consider all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent financial operations. In the event we were to determine that we would be able to realize our deferred income tax assets in the future in excess of their net recorded amount, we would make an adjustment to the valuation allowance, which would reduce the provision for income taxes.

Revenue Recognition
The Company recognizes revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) the product has been shipped or the services have been rendered to the customer, (iii) the sales price is fixed or determinable, and (iv) collectability is reasonably assured.

Stock-Based Compensation
The Company accounts for stock-based instruments issued to employees in accordance with ASC Topic 718.  ASC Topic 718 requires companies to recognize in the statement of operations the grant-date fair value of stock options and other equity based compensation issued to employees.  The value of the portion of an award that is ultimately expected to vest is recognized as an expense over the requisite service periods using the straight-line attribution method. The Company accounts for non-employee share-based awards in accordance with the measurement and recognition provisions ASC Topic 505-50.  The Company estimates the fair value of stock options at the grant date by using the Black-Scholes option-pricing model. No stock based compensation was issued or outstanding during the six month period ended June 30, 2015 or 2014.

Net Earnings (Loss) Per Share
The Company computes net income (loss) per share in accordance with ASC 260, Earnings per Share. ASC 260 requires presentation of both basic and diluted earnings per share ("EPS") on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti-dilutive. No potentially dilutive debt or equity instruments were issued and outstanding during the six month period ended June 30, 2015 and 2014.

Recent Accounting Pronouncements
We have reviewed all the recently issued, but not yet effective, accounting pronouncements and we do not believe any of these pronouncements will have a material impact on the Company financial statements.
NOTE 4.                          RELATED PARTY TRANSACTIONS

Commencing on May 1, 2015, we renewed the management services agreement with AF Ocean Investment Management Company ("the Service Provider") for an additional year. We share the same Chief Executive Officer and controlling shareholder as the Service Provider. We  pay the Service Provider $1,307 per month for access to and use of office space at a location leased by the Service Provider from a third party, legal services, management and accounting related services including, without limitation, preparing periodic and other reports required to be filed under the Securities Exchange Act of 1934, preparing financial reports, bookkeeping, managing their websites, handling previous employee matters, and related governmental filings, handling advertising matters, and processing payables. (collectively, the "Services").
 
NOTE 5.                          INCOME TAXES
As of December 31, 2014, the Company has net operating losses from operations of $215,855. The carry forwards expire through the year 2029. The Company's net operating loss carry forward may be subject to annual limitations, which could reduce or defer the utilization of the losses as a result of an ownership change as defined in Section 382 of the Internal Revenue Code. A valuation allowance has been applied due to the uncertainty of realization.
The Company's tax expense differs from the "expected" tax expense for Federal income tax purposes (computed by applying the United States Federal tax rate of 34% and State tax rate of 3.3% to income before taxes), as follows:

 
  
Six Month Period Ended June 30,
(Unaudited)
  
 
  
2015
    
2014
  
Tax Expense (benefit) at the Statutory Rate
  
$
(15,200
)
  
$
(5,200
)
State Income Taxes, Net of Federal Income Tax Benefit
    
(1,500
)
    
(500
)
Change in Valuation allowance
    
(16,700
)
    
(5,700
)
Total
  
$
-
    
$
-
  
The tax effects of the temporary differences between reportable financial statement income and taxable income are recognized as deferred tax assets and liabilities.
In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized.  The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible.  Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment.
A valuation allowance has been applied due to the uncertainty of realization.
As of June 30, 2015 and June 30, 2014, the Company has net operating losses from operations. The carry forwards expire through the year 2023. The Company's net operating loss carry forward may be subject to annual limitations, which could reduce or defer the utilization of the losses as a result of an ownership change as defined in Section 382 of the Internal Revenue Code. A valuation allowance has been applied due to the uncertainty of realization.
NOTE 6.                          COMMITMENTS AND CONTINGENCIES

Related Party
The controlling shareholders have pledged support to fund continuing operations, as necessary.  From time to time, the Company is dependent upon the continued support of these parties, through temporary advances or through arrangements of their personal credit.  However, there is no written commitment to this effect.

Commencing May 1, 2015, the Company  renewed the management services agreement with the Service Provider to provide management services to the Company for an additional year. The Company pays the Service Provider $1,307 per month.

The amounts and terms of the above transaction may not necessarily be indicative of the amounts and terms that would have been incurred had comparable transactions been entered into with independent third parties.

The Company does not have employment contracts with its key employees, including the officers of the Company.

Leases and Facility
The office space is rented by the Service Provider, and the Company pays a monthly management fee to them for services provided which includes the Company's rent.

Legal Matters
From time to time the Company may become a party to litigation matters involving claims against the Company. Management believes that there are no current matters that would have a material effect on the Company's financial position or results of operations.

NOTE 7.                          STOCKHOLDERS' EQUITY

Common Stock

The Company is authorized to issue 5,000,000,000 share of common stock with a par value of $0.01.

No shares were issued during the three month period ended June 30, 2015.

There were 30,755,000 shares of common stock issued and outstanding as of June 30, 2015.

Stock Options and Warrants

The Company had no options or warrants issued or outstanding during the six month period ended June 30, 2015.

NOTE 8.                          SUBSEQUENT EVENTS

The Company has evaluated subsequent events through the date the financial statements were issued to assess the need for potential recognition or disclosure of this report, noting nothing further.  
 
 
ITEM 2.                          MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of financial condition and results of operations should be read in conjunction with our financial statements and related notes included elsewhere in this report. This discussion contains forward-looking statements that involve risks, uncertainties and assumptions. See "Cautionary Note Regarding Forward-Looking Statements." Our actual results could differ materially from those anticipated in the forward-looking statements as a result of certain factors discussed elsewhere in this report.
Overview
Sichuan Leaders Petrochemical Company ("we," "us," "our" or the "Company") was incorporated in the State of Florida on June 29, 2000 under the name Quality Wallbeds, Inc. In December 2012, we changed our name in anticipation of new business opportunities. From our inception through May 2013, we provided quality space saving custom home furniture and closet organizing systems to the general public. We discontinued our wall bed operations on May 21, 2013.
We are exploring various opportunities, including the petrochemical field, to determine our best strategic business direction. Since the change in the business model, current management has seen a direct impact on our revenues. Future cash flows, if any, are impossible to predict at this time. We may raise cash from sources other than our operations. Our only other source for cash at this time is investments by others in the Company or our sole director and executive officer, Andy Z. Fan. Any change in our strategic business direction may take years to complete and future cash flows, if any, are impossible to predict at this time.
Results of Operations
Six Month Period Ended June 30, 2015 and 2014

The following table provides a comparison of a summary of our results of operations for the six month period ended June 30, 2015 and 2014.
 
   
Six Months Ended June 30,
(Unaudited)
    
 
 
  
2015
    
2014
    
% Change
  
Revenue
  
$
-
    
$
-
      
0
%
General and Administrative Expense –  Related Party
    
28,014
      
-
      
100
%
General and Administrative Expense
  
$
16,641
    
$
15,008
      
(11
%)
Loss from Operations
  
$
(44,655
)
  
$
(15,008
)
    
(198
%)
Net Loss
  
$
(44,655
)
  
$
(15,008
)
    
(198
%)
 
Revenue from Operations

For the six month period ended June 30, 2015 and June 30, 2014, total sales were $0 as we have not commenced revenue generating operations following the discontinuance of our Florida wall bed operation in May 2013.
      
       General and Administrative Expenses – Related Party

For the six month period ended June 30, 2015 and June 30, 2014, operating expenses were $28,014 and $0, respectively. The increase in expenses between the two periods is directly related to the $28,014 management fees paid to AF Ocean Investment Management Company during the six month period ended June 30, 2015 that were not payable during the six month period ended June 30, 2014.

General and Administrative Expenses

For the six month period ended June 30, 2015 and June 30, 2014, general and administrative expenses were $16,641 and $15,008, respectively, which consist of those expenses related to the current operations of the Company. The increase in expenses between the two periods related to an increase in our costs to file our periodic reports via EDGAR and our subscription with OTC Markets.
 
                Net Income (Loss)
As a result of the factors described above, there was a net loss of ($44,655) and ($15,008) for the six month period ended June 30, 2015 and 2014, respectively.

Three Month Period Ended June 30, 2015 and June 30, 2014

The following table provides a comparison of a summary of our results of operations for the three month period ended June 30, 2015 and 2014.
 
   
Three Months Ended June 30, (Unaudited)
    
 
 
  
2015
    
2014
    
% Change
  
Revenue
  
$
-
    
$
-
    
$
-
  
General and Administrative Expense – Related Party
    
8,964
      
-
      
100
%
General and Administrative Expense
    
8,070
      
7,728
      
(5
%)
Loss from Operations
    
(17,034
)
    
(7,728
)
    
(121
%)
Net Loss
  
$
(17,034
)
  
$
(7,728
)
  
$
(121
%)

Revenue from Operations

For the three month period ended June 30, 2015 and June 30, 2014, the total sales were $0 as we have not commenced revenue generating operations following the discontinuance of our Florida wall bed operation in May 2013.

General and Administrative Expenses – Related Party

For the three month period ended June 30, 2015 and June 30, 2014, operating expenses were $8,964 and $0, respectively. The increase in expenses between the two periods is directly related to the $8,964 management fees paid to AF Ocean Investment Mangement Company during the three month period ended June 30, 2015 that were not payable during the three month period ended June 30, 2014.

General and Administrative Expenses

For the three month period ended June 30, 2015 and June 30, 2014, general and administrative expenses were $8,070 and $7,728, respectively, which consist of those expenses related to the current operations of the Company. The increase in expenses between the two periods related to an increase in our costs to file our periodic reports via EDGAR and our subscription with OTC Markets.

Net Income (Loss)

As a result of the factors described above, there was a net loss of ($17,034) and ($7,728) for the three month period ended June 30, 2015 and 2014, respectively.
 
Liquidity and Capital Resources

General.
At June 30, 2015, we had cash and cash equivalents of $83,940. We have historically met our cash needs through cash flows from operating activities, which have discontinued. Our cash requirements are generally for general and administrative activities. We have raised capital through officer loans during the current fiscal year. We believe that our cash balance is not sufficient to finance our cash requirements for expected operational activities, capital improvements and therefore we may require additional funding through officer loans in the future.
In the event we are unable to generate sufficient funds to continue our business efforts or if we are pursued by a larger company for a business combination, we will analyze all strategies to continue the Company and maintain or increase shareholder value. Under these circumstances, we would consider a merger, acquisition, joint venture, strategic alliance, a roll-up, or other business combination for the purposes of continuing the business and maintaining or increasing shareholder value. Management believes its responsibility to maintain shareholder value is of paramount importance, which means we should consider the aforementioned alternatives in the event funding is not available on favorable terms to us when needed.
 
                Operating Activities

Our continuing operating activities used cash of ($49,152) and of ($13,893) for the six month period ended June 30, 2015 and 2014, respectively.

Investing Activities

We neither generated nor used funds in continuing investing activities during the six month period ended June 30, 2015 or 2014.

Financing Activities

Cash provided in our financing activities was $110,000 for the six month period ended June 30, 2015, compared to cash used of ($46,122) during the comparable period in 2014. During the six month period ended June 30, 2015, the majority shareholder loaned the company $110,000. By comparison during the six month period ended June 30, 2014, we repaid loans from a shareholder of $44,122 and loans from a related party of $2,000.
Going Concern
The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. We had no ongoing business or other source of income and incurred a net loss of ($44,655) for the six month period ended June 30, 2015. These factors raise substantial doubt about our ability to continue as a going concern for a reasonable period of time.
We are currently evaluating acquisitions and other business opportunities. The ability to continue as a going concern is dependent upon us generating profitable operations in the future and/or obtaining the necessary financing to meet our obligations and repay our liabilities arising from normal business operations when they come due. No assurance can be given that we will be successful in these efforts.
Income Taxes

We account for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on temporary differences between the financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date.

We record net deferred tax assets to the extent we believe these assets will more likely than not be realized. In making such determination, we consider all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent financial operations. In the event we were to determine that we would be able to realize our deferred income tax assets in the future in excess of their net recorded amount, we would make an adjustment to the valuation allowance, which would reduce the provision for income taxes.
Inflation
Inflation does not materially affect our business or the results of our operations.
Off-Balance Sheet Arrangements
We do not have any off-balance arrangements.
Critical Accounting Policies
We prepare our financial statements in accordance with generally accepted accounting principles of the United States ("GAAP"). GAAP represents a comprehensive set of accounting and disclosure rules and requirements. The preparation of our financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Our actual results could differ from those estimates. We use historical data to assist in the forecast of our future results. Deviations from our projections are addressed when our financials are reviewed on a monthly basis. This allows us to be proactive in our approach to managing our business. It also allows us to rely on proven data rather than having to make assumptions regarding our estimates.
Recent Accounting Pronouncements

We have reviewed all the recently issued, but not yet effective, accounting pronouncements and we do not believe any of these pronouncements will have a material impact on our financial statements.

ITEM 3.                  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
            We are a "smaller reporting company" as defined by Item 10(f)(1) of Regulation S-K, and as such are not required to provide the information contained in this item pursuant to Item 305 of Regulation S-K.

ITEM 4.                  CONTROLS AND PROCEDURES
 
Disclosure Controls and Procedures.

We maintain disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) that are designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and that such information is accumulated and communicated to our management, as appropriate, to allow timely decisions regarding required disclosure.
Our management has evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report. Based upon that evaluation, management has concluded that, as of the end of the period covered by this report, our disclosure controls and procedures were not effective.

Changes in Internal Control over Financial Reporting
There were no changes in our internal control over financial reporting that occurred during our most recently completed fiscal quarter that has materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
15

PART II – OTHER INFORMATION
 
ITEM 6.                          EXHIBITS

   
Exhibit No.
Description
3.1
Amended and Restated Articles of Incorporation *
3.2
Articles of Amendment to Articles of Incorporation **
3.3
By-Laws *
10.1
31
32
101
Financial statements from the quarterly report on Form 10-Q of Sichuan Leaders Petrochemical Company for the fiscal quarter ended June 30, 2015, formatted in XBRL: (i) the Balance Sheets; (ii) the Statements of Operations; (iii) the Statements of Cash Flows; and (iv) the Notes to Financial Statements  Filed herewith
* Incorporated herein by reference to Sichuan Leaders Petrochemical Company's Registration Statement on Form S-1filed with the SEC on August 7, 2012.
**            Incorporated herein by reference to Sichuan Leaders Petrochemical Company's Current Report on Form 8-  K filed with  the SEC on December 21, 2012.


 

SIGNATURES


  
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
   
 
 
 
SICHUAN LEADERS PETROCHEMICAL COMPANY
 
 
 
 
Dated July 28, 2015
/s/Andy Z. Fan
 
 ANDY Z. FAN
 
Principal Executive Officer
 
 




17


Exhibit 10.1
MANAGEMENT SERVICES AGREEMENT
THIS MANAGEMENT SERVICES AGREEMENT (this "Agreement"), is made and entered as of May 1, 2015, by and among AF OCEAN INVESTMENT MANAGEMENT COMPANY, a Florida corporation having its principal place of business at 15500 Roosevelt Blvd. Suite 305 Clearwater, FL  33760 (the "Service Provider") and SICHUAN LEADERS PETROCHEMICAL COMPANY, a Florida corporation having its principal place of business at 15500 Roosevelt Blvd. Suite 305 Clearwater, FL  33760 (the "Company").
WHEREAS, the Company desires to retain the Service Provider to provide certain management services upon the terms and conditions hereinafter set forth, and the Service Provider is willing to undertake such obligations.
NOW, THEREFORE, in consideration of the foregoing and the mutual and dependent covenants hereinafter set forth, the parties agree as follows:
1.            Appointment. The Company hereby engages the Service Provider, and the Service Provider hereby agrees, upon the terms and subject to the conditions set forth herein, to provide, or cause any of its Affiliates to provide, certain services to the Company, as described in Section 3(a) hereof. For purposes of this Agreement, an "Affiliate" of any specified person or entity is a person or entity that directly, or indirectly through one or more intermediaries, controls, or is controlled by, or is under common control with, the person specified.
 
2.            Term. The term of this Agreement (the "Term") shall be for an initial term expiring one year after the date first set forth above. The Term shall be renewed automatically for additional one-year terms thereafter unless the Company shall give notice in writing within sixty (60) days before the expiration of the initial term or any one-year renewal thereof of its desire to terminate this Agreement. Notwithstanding anything in this Agreement to the contrary: (a) the Service Provider may terminate this Agreement and the services provided by it hereunder upon providing the Company with thirty (30) days prior notice of such termination; (b) the provisions of Section 6 shall survive the termination of this Agreement; and (c) no termination of this Agreement, whether pursuant to this Section 2 or otherwise, will affect the Company's duty to pay any fees accrued, or reimburse any cost or expense incurred, pursuant to the terms of this Agreement prior to the effective date of that termination.
 
3.            Duties of the Service Provider.
 
(a)            Services. The Service Provider or any of its Affiliates shall provide the Company with: (i) access to and use of office space at a location leased by the Service Provider from a third party; (ii)subject to subsection (b) below, payment of fees and other charges for legal services rendered to the Company by an independent law firm or attorney who is not an employee of the Service Provider; and (iii) such management and accounting related services as the board of directors of the Company (the "Board") may reasonably request from time to time, including, without limitation, preparing periodic and other reports required to be filed under the Securities Exchange Act of 1934, preparing financial reports, bookkeeping, managing the website, handling employee matters, handling payroll matters and related governmental filings, handling advertising matters, handling retail operation matters, handling customer accounts matters and processing payables (collectively, the "Services"). The Company shall use the Services of the Service Provider or any of its Affiliates and the Service Provider shall make itself or any of its Affiliates available for the performance of the Services upon reasonable notice. The Service Provider or any of its Affiliates, as applicable, shall perform the Services at the times and places reasonably requested by the Board to meet the needs and requirements of the Company, taking into account other engagements that the Service Provider and its Affiliates may have.
 
(b)            Exclusions from Services. Notwithstanding anything in subsection (a) above to the contrary, the following services are specifically excluded from the definition of "Services":
 
(i)            accounting services rendered to the Company by an independent accounting firm or accountant who is not an employee of the Service Provider; and
 
(ii)            payment of fees and other charges in an amount greater than $3,240 during the Term legal services rendered to the Company by an independent law firm or attorney who is not an employee of the Service Provider.
 
4.            Compensation and Reimbursement for Services.
 
(a)            Fees for Services. As consideration payable to the Service Provider or any of its Affiliates for providing the Services to the Company, the Company shall pay to the Service Provider an annual management fee in respect of each fiscal year of the Company in an amount equal to $15,684 (the "Management Fee"). The Management Fee shall be payable in advance in monthly installments of $1,307 on the first Business Day of each month of each such fiscal year, commencing on May 1, 2015. For purposes of this Agreement, "Business Day" means any day except Saturday, Sunday or any other day on which commercial banks located in New York, New York are authorized or required by applicable law to be closed for business.
 
(b)            Out-of-Pocket Expenses. In addition to the payments required under Section 4(a) above, the Company shall, at the direction of the Service Provider, pay directly or reimburse the Service Provider for Out-of-Pocket Expenses (as hereinafter defined). For purposes of this Agreement, the term "Out-of-Pocket Expenses" shall mean the amounts incurred by the Service Provider and/or its personnel from products and/or services of unaffiliated third parties delivered to the Company or the Service Provider and/or their respective personnel in connection with the Services including, without limitation: (i) fees and disbursements of auditors and other advisors or consultants; (ii) fees and other charges in an amount greater than $3,240 during the Term for legal services rendered to the Company by an independent law firm or attorney who is not an employee of the Service Provider; (iii) costs of any outside services of independent contractors such as financial printers, couriers, business publications or similar services; and (iv) all other expenses actually incurred by the Service Provider and/or its personnel in rendering the Services. All direct payments and reimbursements for Out-of-Pocket Expenses shall be made promptly upon or as soon as practicable after presentation by the Service Provider to the Company of a statement in reasonable detail in connection therewith.
 
 
5.            Disclaimer; Limitation of Liability.
 
(a)            Disclaimer. The Service Provider makes no representations or warranties, express or implied, in respect of the Services to be provided by it hereunder.
 
(b)            Limitation of Liability. Neither the Service Provider nor any of its officers, directors, managers, principals, stockholders, partners, members, employees, agents, representatives and Affiliates (each a "Related Party" and, collectively, the "Related Parties") shall be liable to the Company or any of its Affiliates for any loss, liability, damage or expense arising out of or in connection with the performance of any Services contemplated by this Agreement, unless such loss, liability, damage or expense shall be proven to result directly from the wilful misconduct of such person. In no event will the Service Provider or any of its Related Parties be liable to the Company for special, indirect, punitive or consequential damages, including, without limitation, loss of profits or lost business, even if Service Provider has been advised of the possibility of such damages. Under no circumstances will the liability of Service Provider and Related Parties exceed, in the aggregate, the fees actually paid to Service Provider hereunder.
 
6.            Indemnification. The Company shall indemnify and hold harmless the Service Provider and each of its Related Parties (each, an "Indemnified Party") from and against any and all losses, claims, actions, damages and liabilities, joint or several, to which such Indemnified Party may become subject under any applicable statute, law, ordinance, regulation, rule, code, order, constitution, treaty, common law, judgment or decree, made by any third party or otherwise, relating to or arising out of the Services or other matters referred to in or contemplated by this Agreement or the engagement of such Indemnified Party pursuant to, and the performance by such Indemnified Party, of the Services or other matters referred to or contemplated by this Agreement, and the Company will reimburse any Indemnified Party for all costs and expenses (including, without limitation, reasonable attorneys' fees and expenses) as they are incurred in connection with the investigation of, preparation for or defense of any pending or threatening claim, or any action or proceeding arising therefrom, whether or not such Indemnified Party is a party thereto. The Company will not be liable under the foregoing indemnification provision to the extent that any loss, claim, damage, liability, cost or expense is determined by a court, in a final judgment from which no further appeal may be taken, to have resulted solely from the wilful misconduct of such Indemnified Party. The reimbursement and indemnity obligations of the Company, under this Section 6 shall be in addition to any liability which the Company may otherwise have, shall extend upon the same terms and conditions to any Affiliate of the Service Provider and any Related Party or controlling persons (if any), as the case may be, of the Service Provider and any such Affiliate and shall be binding upon and inure to the benefit of any successors, assigns, heirs and personal representatives of the Company, the Service Provider, any such Affiliate and any such Related Party or other person. The provisions of this Section 6 shall survive the termination of this Agreement.
 
7.            Independent Contractor. Nothing herein shall be construed to create a joint venture or partnership between the parties hereto or an employee/employer relationship. The Service Provider shall be an independent contractor pursuant to this Agreement. Neither party hereto shall have any express or implied right or authority to assume or create any obligations on behalf of or in the name of the other party or to bind the other party to any contract, agreement or undertaking with any third party. Nothing in this Agreement shall be deemed or construed to enlarge the fiduciary duties and responsibilities, if any, of the Service Provider or any of its Related Parties, including without limitation in any of their respective capacities as stockholder or directors of the Company.
 
8.            Permissible Activities. Nothing herein shall in any way preclude the Service Provider or its Affiliates or their respective Related Parties from engaging in any business activities or from performing services for its or their own account or for the account of others, including, without limitation, companies which may be in competition with the business conducted by the Company and any of its Affiliates.
 
9.            Notices. All notices, requests, consents, claims, demands, waivers and other communications hereunder shall be in writing and shall be deemed to have been given: (a) when delivered by hand (with written confirmation of receipt); (b) when received by the addressee if sent by a nationally recognized overnight courier (receipt requested); (c) on the date sent by facsimile or e-mail of a PDF document (with confirmation of transmission) if sent during normal business hours of the recipient, and on the next Business Day if sent after normal business hours of the recipient; or (d) on the third day after the date mailed, by certified or registered mail, return receipt requested, postage prepaid. Such communications must be sent to the respective parties at the addresses indicated above (or at such other address for a party as shall be specified in a notice given in accordance with this Section 9).
 
10.            Entire Agreement. This Agreement constitutes the sole and entire agreement of the parties to this Agreement with respect to the subject matter contained herein, and supersedes all prior and contemporaneous understandings and agreements, both written and oral, with respect to such subject matter.
 
11.            Successor and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns. However, neither this Agreement nor any of the rights of the parties hereunder may otherwise be transferred or assigned by any party hereto, except that: (a) if the Company shall merge or consolidate with or into, or sell or otherwise transfer substantially all its assets to, another company which assumes the Company's obligations under this Agreement, the Company may assign its rights hereunder to that company; and (b) the Service Provider may assign its rights and obligations hereunder to any Affiliate. Any attempted transfer or assignment in violation of this Section 11 shall be void.
 
12.            No Third-Party Beneficiaries. This Agreement is for the sole benefit of the parties hereto and their respective successors and permitted assigns and nothing herein, express or implied, is intended to or shall confer upon any other person any legal or equitable right, benefit or remedy of any nature whatsoever, under or by reason of this Agreement.
 
13.            Headings. The headings in this Agreement are for reference only and shall not affect the interpretation of this Agreement.
 
14.            Amendment and Modification; Waiver. This Agreement may only be amended, modified or supplemented by an agreement in writing signed by each party hereto. No waiver by any party of any of the provisions hereof shall be effective unless explicitly set forth in writing and signed by the party so waiving. Except as otherwise set forth in this Agreement, no failure to exercise, or delay in exercising, any rights, remedy, power or privilege arising from this Agreement shall operate or be construed as a waiver thereof; nor shall any single or partial exercise of any right, remedy, power or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, power or privilege.
 
15.            Severability. If any term or provision of this Agreement is invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction. Upon such determination that any term or other provision is invalid, illegal or unenforceable, the parties hereto shall negotiate in good faith to modify this Agreement so as to effect the original intent of the parties as closely as possible in a mutually acceptable manner in order that the transactions contemplated hereby be consummated as originally contemplated to the greatest extent possible.
 
16.            Governing Law. This Agreement shall be governed by and construed in accordance with the internal laws of the State of Florida.
 
17.            Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall be deemed to be one and the same agreement. A signed copy of this Agreement delivered by facsimile, e-mail or other means of electronic transmission shall be deemed to have the same legal effect as delivery of an original signed copy of this Agreement.
 
IN WITNESS WHEREOF, the parties hereto have executed this Management Services Agreement on the date first written above.

 
SICHUAN LEADERS PETROCHEMICAL COMPANY
 
 
By: /s/ Andy Z Fan                                                                    
Name:  Andy Z. Fan
Title:  President

 
AF OCEAN INVESTMENT MANAGEMENT COMPANY
 
 
By: /s/ Tina Donnelly                                                                   
Name:  Tina Donnelly
Title:  Secretary



EXHIBIT 31


CERTIFICATION PURSUANT TO
EXCHANGE ACT RULES 13a-14(a) AND 15d-14(a),
AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
 
I, Andy Z. Fan, certify that:
 
 
1.
I have reviewed this quarterly report on Form 10-Q of Sichuan Leaders Petrochemical Company;
 
 
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
 
 
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
 
 
4.
I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have;
 
 
a.
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under my supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to me by others within those entities, particularly during the period in which this report is being prepared;
 
 
b.
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under my supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
 
 
c.
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report my conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
 
 
d.
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
 
 
5.
I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):
 
 
a.
All significant deficiencies and material weakness in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
 
 
 
b.
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
 
 
July 28, 2015
/s/ Andy Z. Fan
   
Andy Z. Fan
   
Principal Executive Officer
   
Principal Financial Officer

 


EXHIBIT 32
 
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
 

In connection with the quarterly report of Sichuan Leaders Petrochemical Company, (the "Company") on Form 10-Q for the period ended June 30, 2015 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Andy Z. Fan, Chief Executive Officer and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that;
 
 
(1)
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
 
 
(2)
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
 
A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.
 
 
 Date:    July 28, 2015
/s/ Andy Z. Fan
 
 Name:  Andy Z. Fan
 
Title:    Chief Executive Officer
             Chief Financial Officer
 
 
 



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